Georgius John 4
4 · Cogdell Spencer Inc. · Filed Apr 2, 2012
Insider Transaction Report
Form 4
Georgius John
Director
Transactions
- Disposition to Issuer
Partnership Units
2012-04-02−9,704→ 0 total→ Common Stock (9,704 underlying) - Disposition to Issuer
Common Stock
2012-04-02$4.25/sh−68,346$290,471→ 0 total - Disposition to Issuer
Common Stock
2012-04-02$4.25/sh−96,148$408,629→ 0 total(indirect: By Trust)
Footnotes (4)
- [F1]On December 24, 2011, Cogdell Spencer Inc. (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") with Cogdell Spencer LP (the "Operating Partnership" or "OP"), Ventas, Inc., TH Merger Corp, Inc. ("MergerSub"), and TH Merger Sub, LLC ("OP MergerSub"). The Merger Agreement provides for the merger of the Company with MergerSub (the "Merger") and the merger of OP MergerSub with and into the OP (the "Partnership Merger").
- [F2]Pursuant to the Merger Agreement, at the effective time of the Merger, each share of the Company's common stock (the "Common Stock") automatically converted into the right to receive the per share merger consideration of $4.25 in cash.
- [F3]John R. Georgius is the trustee.
- [F4]Consists of limited partnership interests in the Operating Partnership ("OP Units"). Pursuant to the Merger Agreement, at the effective time of the Partnership Merger, each OP Unit automatically converted into the right to receive the per share merger consideration of $4.25 in cash.